The process of registering a company is not complicated and if the rules set by the government of Pakistan are followed properly then one can easily register a company. The registration process is taken care by Securities and Exchange Commission of Pakistan (SECP). SECP is the only body who has the powers of company registration.

Please review according to your relevant company detail or contact us for details.

 

Single Member Company
Private Company Limited
Private Limited Company with Foreign Director
Public Limited Company
Security Companies
Companies under Sec 42
Public Company with Foreign Director
Branch Office and Liaison Office of Foreign Company
Foreign Company / Foreign Direct Investment
Partnership Firm Registration
Limited Liability Partnership (LLP)
Single Member Company

A single member company can be defined as a company with only one member as the shareholder. It can be formed as a single member company or may become a single member company following a share transfer whereby the number of shareholders is reduced to one and it will hold all of the shares of the company in their name. The concept of SMC was implemented in Pakistan by the enforcement of Single Member Companies Rules, 2003. The SMC is a type of private company, limited by shares, does not invite the public to subscribe for any share of the company.

Following documents required for the registration of SMC:

  • Company Name  / Business name
  • Copy of CNIC / Passport of Director / Chief Executive (passport in case of foreign director)
  • Copy of CNIC / Passport of Company Secretary
  • Address of the company
  • Capital of the company
  • Memorandum of Association
  • Articles of Association
  • Power of Attorney
  • Appropriate Official Fee (non-refundable)

Private Company Limited

A private limited company is a type of privately held small business entity limits owner liability to their shares, limits the number of shareholders and restricts shareholders from publicly trading shares. Two or more persons can form a private limited company, being a corporate entity chance to gain the confidence of customers, supplier and other stakeholders increase significantly.

The following documents are required to be filed with the registrar concerned for registration of a private limited company:

  • 3 Proposed options for Company Name/Business name for name availability
  • Scanned copies of CNICs (in case of Pakistani nationals) of all directors/subscribers
  • Copy of CNIC of witness
  • Copy of CNIC Company Secretary
  • The proposed address of the Registered Office of Company in Pakistan
  • Mobile Numbers and emails of all proposed directors/subscribers.
  • Details of the exact proposed authorized and paid up Capital of the Company
  • Main objects of the proposed Company for Memorandum of Association/Articles of Association
  • Power of Attorney
  • Appropriate Official Fee (non-refundable)

Private Limited Company with Foreign Director

Any foreigner who is desirous to invest in Pakistan having an option of forming a private company with a Pakistani national is a good option. As minimum as one share is required to become director in a private limited company, so by sharing only one share with a Pakistani national a foreigner can invest in Pakistan.

The following documents are required to be filed with the registrar concerned for registration of a private limited company with foreign director:

  • 3 Proposed options for Company Name/Business name for name availability
  • Scanned copies of Passports (in case of foreigners along with Valid Visas and entry/exit immigration stamps) of all directors/subscribers
  • Copy of CNIC of witness
  • Copy of CNIC/Passport of Company Secretary
  • The proposed address of the Registered Office of Company in Pakistan
  • Mobile Numbers and emails of all proposed directors
  • Detailed Bio data (CV) of all directors in case of foreigners showing his/her complete personal, educational as well as professional details along with specification of years and institutions;
  • Details of the exact proposed authorized and paid up Capital of the Company
  • Main objects of the proposed Company for Memorandum of Association/Articles of Association
  • Power of Attorney
  • Four Photographs of Principal Officer or each director/subscriber (if foreigner)
  • Undertaking should be on the Stamp Paper of PKR 100/- if foreigner stays in Pakistan. Otherwise provide notarized Undertaking from country where the foreigner stays
  • Appropriate Official Fee (non-refundable).

Public Limited Company

The public limited company whose securities are traded on a stock exchange like Pakistan Stock Exchange and can be bought and sold by general public. These companies are strictly regulated, and are required by law to publish their complete and true financial position so that investors can determine the true worth of its stock (shares).  Minimum seven directors are required to form listed company, a listed company can offer shares to general public and shares can be traded in stock market.

The following documents are required to be filed with the registrar concerned for registration of a private limited company:-

  • Copy of national identity card or passport, in case of foreigner, of each subscriber and witness to the memorandum and article of association,
  • Memorandum and articles of association:
    • Four printed copies of Memorandum of Association in case of offline submission and one copy for online submission, duly signed by each subscriber in the presence of one witness. In order to facilitate general public, the standardized specimen of Memorandum of Association of various sectors has been provided on the Commission’s website.
  • Form – 1: Declaration of applicant for compliance
  • Form – 21: Notice of situation of registered office of the company
  • Form – 29: Particulars of first directors of the company
  • Registration/filing fee: Original paid Challan evidencing the payment of fee as prescribed in Table – II, in any of the authorized branches of MCB Bank Limited.
  • Form 27 (List of persons consenting to act as director)

Form 28 (Consent of Directors)

Security Companies

Additional Requirements for Incorporation of a Company having Objects of providing Security Services

In case of company intending to provide the services of security guard, nine additional sets of each of the documents at I and II above along with the bio-data, four attested photographs of each subscriber and financial position/bank statement of the subscribers are also required to be provided. Ministry of Interior grants NOC for a security object company.

Companies under Sec 42

Documents required for incorporation of an Association not for Profit

All the documents meant for incorporation of a limited company along with a license issued by the SECP. In case of a trade body, a license issued by Ministry of Commerce would also be submitted to the registrar concerned.

License under Section 42 of the Companies Act, 2017

Any three or more persons associated for lawful purpose may by subscribing their names to the memorandum and Articles of association and complying with the requirements of the Companies Act, 2017 and Associations with Charitable and Not for Profit Objects Regulations, 2018 form a company. A not-for-profit association applies its profits or income in promoting its objects only and prohibits the payment of any profits, income, dividend or proceeds to its members. Any such association is required to obtain license under Section 42 of the Act read with regulations 4 and 5 of the Associations with Charitable and Not for Profit Objects Regulations, 2018 before its incorporation as a company.

The license is issued for a period of three (3) years, renewable for further term (s) of three (3) years each. The procedure as well as format of application forms/enclosures for obtaining license and thereafter renewal of the License when due is provided in the Associations with Charitable and Not for Profit Objects Regulations, 2018.

Public Company with Foreign Director

Any foreign national or foreign company desirous to invest in Pakistan can also become a part of public company, instead of registering as a foreign company. Collaboration with a foreign company enhances the local investors’ confidence on the company. Incorporation cost and time of registration being a Pakistani public company is much lesser than registering as a foreign company.

Branch Office and Liaison Office of Foreign Company

Foreign Companies which are planning to do business in Pakistan but not willing to get registered the company may opt to establish a liaison office or branch office, which is established by a foreign company to fulfill its contractual obligations with the public or private sector in Pakistan. Their activity will be restricted to the work mentioned in the agreement/contract signed. However, branch office cannot indulge in commercial/trading activities.

Liaison Office is established by a foreign company for promotion of products(s), provision of technical advice and assistance, exploring the possibility of joint collaboration and export promotion.

Foreign Company / Foreign Direct Investment

A foreign company may establish its locally incorporated subsidiary with 100% equity.  A foreign company can indulge in all activities, there are only few areas, relating to national security, in which a foreign company cannot make investment.

Partnership Firm Registration

A partnership firm is an organization which is formed with two or more persons to run a business with a view to earn profit. Each member of such a group is known as partner and collectively known as partnership firm. These firms are governed by the Partnership Act, 1932, which deals with all affairs relating to partnership firms like registration of firm, dissolution of firms, retirement and death of partners and auxiliary issues.

Some cases companies also form partnerships. Companies can form a partnership to achieve common objectives through merger and acquisition of resources in pursuit of long.  This type of partnership may be termed as joint venture and taxed as AOP.

Following documents required for the registration of firm:

  • Copy of CNIC all the Partners and Witnesses.
  • Form-I dully signed by all partners and attested by Notary Public
  • Partnership Deed on Stamp Paper of Rs. 1000/- dully attested
  • Receipt regarding submission of Registration Fee in NBP
  • Affidavit on a Stamp Paper
  • Copy of lease agreement/ownership of the office address alongside a copy of a utility bill (Office of the Firm should be in Commercial Area)

Note: All the papers should be attested from Notary Public.

Limited Liability Partnership (LLP)

Limited Liability Partnership (LLP) is a kind of partnership in which some or all partners have limited liabilities and inn Pakistan, the Limited Liability Partnership Act, 2017 was promulgate and later on rules/regulations were formulated for LLP registration in Pakistan. Limited Liability Partnership Regulations, 2018 defines the rules about different matters relating to LLP for example registration procedure, name of LLP, partners, conversion in private company etc.

Following documents required for LLP:

  • 3 proposed options of LLP for name availability
  • Partnership deed, duly executed by the partners, witnessed and notarized;
  • Copies of CNIC of the partners and of designated partners and in case of physical application, of witness to the documents and in case of foreigner, a copy of passport;
  • Original bank challan evidencing the payment of fee
  • Any other information and document as required by the registrar.
  • Filling of form consists of personal details of partners (name, father name, profession, address etc.), registered office of proposed, telephone number, email for communication, cell number, address of the firm etc.
  • Written consent of each partners is required to be submitted with SECP on the prescribed form at the time of registration.

Note: Each LLP must have at least “One Designated Partner” who is mainly responsible for various administrative matters on behalf of the partnership.

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